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Equity
12 Months Ended
Dec. 31, 2020
Equity [Abstract]  
Equity

13.  EQUITY

Common Shares

On December 17, 2020, we entered into an Equity Distribution Agreement with Wells Fargo Securities, LLC (the “Equity Distribution Agreement”) for the issuance and sale of up to $60.0 million of our common shares. Under terms of the Equity Distribution Agreement, the sales of our common shares may be made by any method deemed to be an “at-the-market offering” as defined in Rule 415 under the Securities Act of 1933. The Company elects when to issue a placement notice which may, among other sales parameters, specify the number of shares to be sold, the minimum price per share to be accepted, the daily volume of shares that may be sold and the range of dates when shares may be sold.

 

We incurred $0.2 million of issuance costs associated with the Equity Distribution Agreement. These costs have been deferred and are included in other current assets on the Consolidated Balance Sheets. The costs will be charged to additional paid-in capital when a sale occurs based on the dollar amount of common shares sold to the total dollar amount of anticipated common share sales under the Equity Distribution Agreement of $60.0 million. Any remaining deferred issuance costs at the termination of the agreement will be charged to expense. All other issuance costs associated with a sale under the agreement will be charged to additional paid-in capital at the date of the sales transaction.

There have been no sales under the agreement as of December 31, 2020, or for the time period of January 1, 2021 through February 5, 2021.

Treasury Shares

In connection with our initial public offering in September 1995, our shareholders authorized our Management Board to repurchase up to 10% of our issued share capital, the maximum allowed under Dutch law at the time, for a period of 18 months. This authorization was renewed at subsequent annual or special shareholder meetings. At our annual shareholders' meeting on May 20, 2020, our shareholders authorized an extension to repurchase up to 10% of our issued share capital through November 20, 2021. The repurchase of shares in the open market is at the discretion of management pursuant to this shareholder authorization. Such common shares, unless canceled, may be reissued for a variety of purposes such as future acquisitions, non-employee director stock awards or employee stock awards. From the activation of the share repurchase program on October 29, 2002 through December 31, 2020, pursuant to shareholder approvals, we have repurchased 39,790,928 shares for an aggregate purchase price of approximately $1.7 billion, or an average price of $41.54 per share and have canceled 33,475,406 shares with an historical cost of $1.2 billion. At December 31, 2020, we held 223,451 shares in treasury with the authority to repurchase 4,256,174 additional shares under our stock repurchase program. Subsequent to year-end, we have repurchased 549 shares at a total cost of $17.3 thousand. During the year ended December 31, 2020, we repurchased rights to 70,929 shares valued at $1.7 million, which were surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens that may result from the issuance of common shares under that plan.

Dividend Policy

In 2008, Core Laboratories announced the initiation of a cash dividend program. Cash dividends of $0.25 per share were paid in the first quarter of 2020 and $0.01 per share in each remaining quarter of 2020. Cash dividends of $0.55 per share were paid each quarter of 2019. The declaration and payment of future dividends will be at the discretion of the Supervisory Board of Directors and will depend upon, among other things, future earnings, general financial condition, liquidity, capital requirements, and general business conditions. On January 15, 2021, the Company declared a cash dividend of $0.01 per share of common stock payable February 16, 2021 to shareholders of record on January 25, 2021.

Accumulated Other Comprehensive Income (Loss)

Amounts recognized, net of income tax, in Accumulated other comprehensive income (loss) consist of the following (in thousands):

 

 

December 31,

 

 

 

2020

 

 

2019

 

Pension and other postretirement benefit plans - unrecognized prior service costs and net actuarial loss

 

$

(5,375

)

 

$

(5,640

)

Interest rate swaps - net fair value loss

 

 

(1,825

)

 

 

(690

)

Total Accumulated other comprehensive income (loss)

 

$

(7,200

)

 

$

(6,330

)